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Securities and Exchange Commission
Washington, D.C. 20549
__________
APPLICATION FOR
WITHDRAWAL OF FORM S-1 REGISTRATION STATEMENT
FILE NO. 33-90532
PURSUANT TO RULE 477 OF THE
SECURITIES ACT OF 1933
SPATIALIZER AUDIO LABORATORIES, INC.
(Exact name of registrant as specified in its charter)
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Delaware 3698 95-4484725
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(State or other jurisdiction (Primary Standard Industrial (I.R.S. Employer
of incorporation or organization) Classification Code Number) Identification Number)
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20700 Ventura Boulevard, Suite 134, Woodland Hills, California 91364
(Address of registrant's principal executive offices)
Application is hereby made by Spatializer Audio Laboratories,
Inc., a Delaware corporation (the "Registrant"), to withdraw Registrant's Form
S-1 Registration Statement, Registration No. 33-90532, because Registrant has
filed its Form S-3 Registration Statement, Registration No. 333-12035 which
registers the same securities and provides current information with respect
thereto. The Registrant requests that the withdrawal of its Form S-1
Registration Statement occur simultaneously with the effectiveness of its Form
S-3 Registration Statement or as soon thereafter as is reasonably practicable.
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SIGNATURE
Pursuant to the requirements of Rule 477 of the rules
promulgated under the Securities Act of 1933, as amended, Registrant has duly
caused this Application for Withdrawal of Registration Statement to be signed
on its behalf by the undersigned, thereto duly authorized on November 15, 1996.
SPATIALIZER AUDIO LABORATORIES, INC.
By: /s/ STEVEN D. GERSHICK
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Steven D. Gershick
President and Chief Executive Officer
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